Sec Form 4 Filing - SHARMA PANNA @ Lantern Pharma Inc. - 2020-06-15

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person SHARMA PANNA 2. Issuer Name and Ticker or Trading Symbol Lantern Pharma Inc. [ LTRN] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) CEO & President (Last) (First) (Middle) C/O LANTERN PHARMA INC., 1920 MCKINNEY AVENUE, 7TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 06/15/2020 (Street) DALLAS, TX75201 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Stock Option $ 15 ( 1 ) 06/15/2020 A 76,628 ( 1 ) ( 1 ) Common Stock 76,628 ( 1 ) 76,628 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other SHARMA PANNA C/O LANTERN PHARMA INC. 1920 MCKINNEY AVENUE, 7TH FLOOR DALLAS, TX75201 X CEO & President Signatures /s/ Panna Sharma 06/15/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Pursuant to an amendment to the Reporting Person's employment agreement, the Reporting Person was granted stock options to purchase 76,628 shares of the Issuer's common stock upon the closing of the Issuer's initial public offering ("IPO") at an exercise price per share equal to the price per share sold in the Issuer's IPO. One third of the options will vest 180 days after the closing of the Issuer's IPO (the "Grant Date"), with the remaining two thirds of the options vesting in equal monthly increments over a thirty (30) month period commencing the 181st day after the Grant Date. All other terms and conditions of the option grant will be consistent with the terms and conditions permitted under the Issuer's Amended and Restated 2018 Equity Incentive Plan. Under the Amended and Restated 2018 Equity Incentive Plan, the options may not be exercised after the tenth anniversary of the Grant Date.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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